Board committees

For the purposes of handling certain aspects of NLMK Group business, and in accordance with the Board of Directors Regulations, the Board of Directors has established the following standing committees:

  • the Strategic Planning Committee
  • the Audit Committee
  • the Human Resources, Remuneration and Social Policies Committee.

the Strategic Planning Committee

The Strategic Planning Committee drafts and submits recommendations to the Board regarding priority areas for company activities and its development strategy, including long-term actions to improve effectiveness, and to promote asset growth, profitability and a stronger investment case.

The Strategic Planning Committee is completely accountable to the Board of Directors of NLMK and acts as an advisory body. The activity of the Committee is governed by the ‘Regulations on the Strategic Planning Committee’.

The main objectives of the Strategic Planning Committee are:

  • to provide consulting support required by the Board of Directors for:
  • setting strategic objectives aimed at the long-term development of the Company;
  • developing initiatives aimed at increasing the Company’s profitability and its investment appeal;
  • coordinating the activities of the Company’s structural units and the Board of Directors with regard to strategic planning.
  • to exercise control over the execution of resolutions adopted by the Board of Directors with regard to determining priority directions for business development and strategic planning;
  • to assess the Company's investor and shareholder relations policy.

Current composition of the committee:

Audit Committee

The Audit Committee, chaired by an Independent Director, drafts and submits to the Board recommendations regarding the efficient supervision of the financial and business activities of the Company, including annual independent audits of financial statements, the quality of services provided by the auditor and compliance with the requirements for auditor independence.

The activity of the Audit Committee is fully accountable to the Board of Directors of NLMK and is an advisory body.

The Audit Committee constitutes a part of the risk management system; and has the following risk management functions:

  • The Audit Committee assesses and reports to the Board of Directors, as may be necessary, on the efficiency of the company’s internal control system on the basis of analysis of the work of the internal audit service; the Internal Audit Commission; and on recommendations in report form as prepared by the external auditor.
  • The Audit Committee assesses the efficiency of internal control procedures and develops proposals on how they can be improved.
  • The Audit Committee performs analysis and reports to the Board of Directors on the efficiency of internal control system functions in the company’s affiliates and subsidiaries; including the review of Auditor candidates for such companies.

Current composition of the committee:

Human Resources, Remuneration and Social Policies Committee

The Human Resources, Remuneration and Social Policies Committee makes recommendations to the Board of Directors on human resources policy, remuneration of senior management and the social policy of the Group, in particular with regard to the following issues:

  • Development of a strategy, policy and standards aimed at attracting qualified professionals to manage the Group;
  • Development of corporate social programmes that provide staff and their families with healthcare options;
  • Implementation of occupational safety and health standards;
  • Remuneration of members of the management and the Internal Audit Commission of the Group;
  • Implementation of social programmes;
  • Ensuring the transparency and accessibility of social programmes supported by the Group;
  • Making charitable contributions;
  • Partnership with state and municipal government agencies;
  • Environmental safety and environmental protection measures.

Current composition of the committee: